Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the company's revenue significantly decreased by 54.2% to USD 1,481 thousand, leading to a substantial reduction in gross profit, and a loss before tax of USD 204 thousand, with basic loss per share of US cents 0.03 Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | June 30, 2025 (USD thousand) | June 30, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 1,481 | 3,232 | -54.2% | | Gross Profit | 1,121 | 1,968 | -43.1% | | (Loss) Profit Before Tax | (204) | 152 | From profit to loss | | (Loss) Profit for the Period Attributable to Owners of the Company | (203) | 165 | From profit to loss | | Basic (Loss) Earnings Per Share | (0.03 US cents) | 0.02 US cents | From profit to loss | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets slightly increased, with non-current assets remaining stable and current assets rising, while liabilities increased primarily due to new bank borrowings, leading to a slight decrease in total equity Key Data from Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (USD thousand) | December 31, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Non-current Assets | 82,243 | 82,415 | -0.2% | | Current Assets | 14,068 | 12,384 | +13.6% | | Current Liabilities | 2,812 | 2,310 | +21.7% | | Non-current Liabilities | 18,408 | 16,206 | +13.6% | | Total Equity | 75,091 | 76,283 | -1.6% | Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the company's total equity decreased from USD 76,194 thousand to USD 75,091 thousand, primarily due to a loss for the period of USD 203 thousand and dividends paid of USD 942 thousand, partially offset by exchange differences gain of USD 42 thousand - In the first half of 2025, the loss for the period attributable to owners of the company was USD 203 thousand, compared to a profit of USD 165 thousand in the same period of 20245 - In the first half of 2025, exchange differences arising from translation of overseas operations amounted to USD 42 thousand, compared to USD 707 thousand in the same period of 20245 - Dividends of USD 942 thousand were distributed in both periods5 Condensed Consolidated Cash Flow Statement For the six months ended June 30, 2025, net cash flow from operating activities turned from a net inflow to a net outflow of USD 2,154 thousand, while net cash flow from investing activities remained a net inflow of USD 130 thousand, and financing activities turned to a net inflow of USD 1,469 thousand due to new bank borrowings, resulting in a decrease in period-end cash and cash equivalents to USD 8,097 thousand Key Data from Condensed Consolidated Cash Flow Statement | Indicator | June 30, 2025 (USD thousand) | June 30, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Net Cash (Used in) Generated from Operating Activities | (2,154) | 498 | From inflow to outflow | | Net Cash Generated from Investing Activities | 130 | 164 | -20.8% | | Net Cash Generated from (Used in) Financing Activities | 1,469 | (1,026) | From outflow to inflow | | Net Decrease in Cash and Cash Equivalents | (555) | (364) | Decrease widened | | Bank Balances and Cash as of June 30 | 8,097 | 9,496 | -14.7% | Notes to the Condensed Consolidated Financial Statements 1. Basis of Preparation The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 Interim Financial Reporting issued by the Hong Kong Institute of Certified Public Accountants and the disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited - Basis of preparation: Hong Kong Accounting Standard 34 Interim Financial Reporting issued by the Hong Kong Institute of Certified Public Accountants7 - Disclosure requirements: Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited7 2. Principal Accounting Policies The condensed consolidated financial statements are primarily prepared under the historical cost convention, with certain properties and financial instruments measured at revalued amounts or fair value, and accounting policies for the current period are consistent with the previous year, except for changes arising from the application of amendments to HKFRSs - Primary measurement basis: Historical cost convention, with certain properties and financial instruments measured at revalued amounts or fair value8 - Consistency of accounting policies: Consistent with those presented in the annual consolidated financial statements for the year ended December 31, 2024, except for the application of amendments to HKFRSs8 Application of Amendments to HKFRSs - During the current interim period, the Group first applied amendments to Hong Kong Financial Reporting Standards issued by the HKICPA, including HKAS 21 (Amendment) 'Lack of Exchangeability'9 - These amendments had no significant impact on the Group's financial position, performance, or disclosures9 3. Revenue and Segment Information The Group's revenue primarily derives from the manufacturing and sale of footwear products and property leasing, with footwear product revenue significantly decreasing and property leasing revenue also declining, resulting in a 54.2% year-on-year reduction in total revenue, and segment results indicate continued losses in the footwear products business while the property leasing business remains profitable - Total revenue: Decreased by 54.2% from USD 3,232 thousand in the same period of 2024 to USD 1,481 thousand in 202510 Changes in Revenue Composition | Revenue Source | June 30, 2025 (USD thousand) | June 30, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Manufacturing and Sale of Footwear Products | 13 | 1,033 | -98.7% | | Property Leasing | 1,468 | 2,199 | -33.3% | | Total Revenue | 1,481 | 3,232 | -54.2% | Segment Results | Segment | June 30, 2025 (USD thousand) | June 30, 2024 (USD thousand) | | :--- | :--- | :--- | | Footwear Products | (204) | (142) | | Property Leasing | 1,270 | 1,966 | | Total Segment Results | 1,066 | 1,824 | (i) Disaggregation of Revenue - Revenue from manufacturing and sale of footwear products: USD 13 thousand in the first half of 2025, compared to USD 1,033 thousand in the same period of 202410 - Property leasing revenue: USD 1,468 thousand in the first half of 2025, compared to USD 2,199 thousand in the same period of 202410 - Revenue from footwear products is recognized when control of the goods is transferred, which is when the goods are delivered to the customer's specified location11 (ii) Segment Revenue and Results - In the first half of 2025, the footwear products segment generated USD 13 thousand in revenue and incurred a loss of USD 204 thousand, representing an expanded loss compared to the prior period14 - In the first half of 2025, the property leasing segment generated USD 1,468 thousand in revenue and a profit of USD 1,270 thousand, a decrease from the prior period14 - In the first half of 2024, the footwear products segment generated USD 1,033 thousand in revenue and incurred a loss of USD 142 thousand; the property leasing segment generated USD 2,199 thousand in revenue and a profit of USD 1,966 thousand16 4. Finance Costs For the six months ended June 30, 2025, finance costs increased to USD 34 thousand, primarily due to new bank borrowing interest of USD 13 thousand and interest expense on lease liabilities of USD 21 thousand Finance Costs | Indicator | June 30, 2025 (USD thousand) | June 30, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Interest Expense on Lease Liabilities | 21 | 18 | +16.7% | | Bank Borrowing Interest | 13 | – | New | | Total Finance Costs | 34 | 18 | +88.9% | 5. Loss Profit Before Tax For the six months ended June 30, 2025, the company's profit before tax turned from a profit of USD 152 thousand in the prior period to a loss of USD 204 thousand, primarily influenced by a significant decrease in revenue, reduced total employee costs but increased severance payments, and a larger loss from fair value changes of financial assets - Loss (profit) before tax: USD (204) thousand in the first half of 2025, compared to USD 152 thousand in the same period of 202418 - Total employee costs: Decreased from USD 1,401 thousand in the same period of 2024 to USD 753 thousand in 202518 - Severance payments: Increased from USD 20 thousand in the same period of 2024 to USD 138 thousand in 202518 - Gain from fair value changes of financial assets: USD (38) thousand in the same period of 2024 changed to USD (178) thousand in 202518 6. Tax Credit For the six months ended June 30, 2025, the company received a tax credit of USD 1 thousand, compared to USD 13 thousand in the prior period, with Hong Kong profits tax calculated at 16.5% and Chinese subsidiaries at 25%, and management believes no income tax is payable under Pillar Two rules as the Group's estimated effective tax rate in all operating jurisdictions exceeds 15% - Tax credit: USD 1 thousand in the first half of 2025, compared to USD 13 thousand in the same period of 202419 - Hong Kong profits tax rate: 8.25% for the first HKD 2 million of assessable profits for qualifying entities, and 16.5% for the remainder; non-qualifying entities are uniformly taxed at 16.5%19 - China corporate income tax rate: 25%19 - Pillar Two rules: Management believes the Group is not required to pay income tax under Pillar Two rules, as the estimated effective tax rate in all operating jurisdictions exceeds 15%20 7. Dividends During the current interim period, the company declared and paid a final dividend of HK cents 1.0 per share for the year ended December 31, 2024, totaling USD 942 thousand, consistent with the prior period, and the Board has decided not to declare an interim dividend - Final dividend: HK cents 1.0 per share, totaling USD 942 thousand, consistent with the prior period21 - Interim dividend: The Board has decided not to declare an interim dividend22 8. Loss Earnings Per Share For the six months ended June 30, 2025, basic loss per share was US cents 0.03, compared to basic earnings per share of US cents 0.02 in the prior period, primarily based on a loss for the period attributable to owners of the company of USD 203 thousand and 730,650,000 ordinary shares issued - Basic loss (earnings) per share: US cents (0.03) in the first half of 2025, compared to US cents 0.02 in the same period of 202423 - Calculation basis: Loss for the period attributable to owners of the company of USD 203 thousand (profit of USD 165 thousand in the same period of 2024) and 730,650,000 ordinary shares issued23 - Potential ordinary shares: No potential ordinary shares were outstanding in either period24 9. Investment Properties As of June 30, 2025, there was no significant difference between the carrying amount of investment properties and their fair value as of December 31, 2024, with fair value assessed by independent professional valuer Wing Lee & Co. using the income approach - Carrying amount and fair value: No significant difference25 - Fair value assessment: Conducted by independent professional valuer Wing Lee & Co. using the income approach25 - Valuation changes: No valuation changes recognized during the period25 10. Property, Plant and Equipment For the six months ended June 30, 2025, the Group paid approximately USD 47 thousand for additions to property, plant, and equipment, an increase from the prior period, with no significant difference between the carrying amount and fair value of buildings, and no valuation changes recognized during the period - Additions expenditure: USD 47 thousand in the first half of 2025, compared to USD 29 thousand in the same period of 202426 - Carrying amount and fair value of buildings: No significant difference26 - Valuation changes: No valuation changes recognized during the period26 11. Trade and Other Receivables As of June 30, 2025, total trade and other receivables amounted to USD 2,759 thousand, a decrease from USD 3,192 thousand as of December 31, 2024, with the proportion of trade receivables over 60 days significantly increasing, indicating a potential rise in collection risk Total Trade and Other Receivables | Indicator | June 30, 2025 (USD thousand) | December 31, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Trade Receivables | 1,650 | 1,948 | -15.4% | | Other Receivables | 1,109 | 1,244 | -10.8% | | Total Trade and Other Receivables | 2,759 | 3,192 | -13.5% | Aging Analysis of Trade Receivables | Aging | June 30, 2025 (USD thousand) | December 31, 2024 (USD thousand) | | :--- | :--- | :--- | | 0 to 30 days | 1 | 221 | | 31 to 60 days | – | 313 | | Over 60 days | 1,649 | 1,414 | - The Group grants an average credit period of 60 days to its trade customers27 12. Trade and Other Payables As of June 30, 2025, total trade and other payables amounted to USD 1,840 thousand, an increase from USD 1,588 thousand as of December 31, 2024, with trade payables decreasing to zero, while other payables such as accrued wages and accrued expenses remained stable, and other payables significantly increased Total Trade and Other Payables | Indicator | June 30, 2025 (USD thousand) | December 31, 2024 (USD thousand) | Change | | :--- | :--- | :--- | :--- | | Trade Payables | – | 11 | -100% | | Accrued Wages | 276 | 271 | +1.8% | | Accrued Expenses | 305 | 319 | -4.3% | | Rental Deposits Received | 634 | 634 | 0% | | Others | 625 | 353 | +77.1% | | Total Trade and Other Payables | 1,840 | 1,588 | +15.9% | - The average credit period for purchases of goods is 90 days28 13. Bank Borrowings As of June 30, 2025, the Group incurred new bank borrowings of USD 2,500 thousand, all of which are secured fixed-rate borrowings with an annual interest rate of 3%, with USD 250 thousand due within one year and USD 2,250 thousand due in more than one year but not exceeding two years - Total bank borrowings: USD 2,500 thousand (December 31, 2024: zero)29 - Repayment terms: USD 250 thousand due within one year, USD 2,250 thousand due in more than one year but not exceeding two years29 - Nature of borrowings: All are secured fixed-rate borrowings with an annual interest rate of 3%2930 - Security: Secured by pledged bank deposits of equivalent value30 14. Share Capital As of June 30, 2025, the company's authorized share capital comprised 1,500,000,000 ordinary shares of HKD 0.10 each and 150 convertible non-voting preference shares of USD 100,000 each, with issued and fully paid ordinary shares totaling 730,650 thousand shares, amounting to USD 9,428 thousand, remaining unchanged from the previous year-end - Authorized ordinary shares: 1,500,000,000 shares of HKD 0.10 each31 - Authorized convertible non-voting preference shares: 150 shares of USD 100,000 each31 - Issued and fully paid ordinary shares: 730,650 thousand shares, amounting to USD 9,428 thousand31 - Convertible preference shares: Entitled to fixed cumulative dividends, and in certain circumstances, additional dividends, and convertible into ordinary shares; no issuance during the period31 15. Housing Provident Fund Provision The Group has made adequate provision for housing provident fund claims raised by employees of a subsidiary; some claim procedures are still ongoing, and the final outcome cannot be reliably estimated yet - Reason for claims: Employees of a subsidiary raised claims regarding housing provident fund32 - Processing status: Some claim procedures are still ongoing, and certain appeals are still under court review32 - Provision: The company's directors believe adequate provision has been made32 16. Measurement of Fair Value of Financial Instruments Certain financial assets of the Group are continuously measured at fair value, primarily financial assets mandatorily measured at fair value through profit or loss, with a fair value of USD 882 thousand, classified as Level 1 fair value measurement, derived from unadjusted quoted prices in active markets, and no transfers between Level 1, 2, and 3 occurred during the current interim period - Financial assets continuously measured at fair value: Financial assets mandatorily measured at fair value through profit or loss34 - Fair value: USD 882 thousand as of June 30, 2025, and USD 704 thousand as of December 31, 202434 - Fair value hierarchy: Classified as Level 1, derived from unadjusted quoted prices in active markets3435 - Transfers: No transfers between Level 1, Level 2, and Level 3 occurred during the current interim period34 Management Discussion and Analysis Financial Review For the six months ended June 30, 2025, the Group's revenue significantly decreased by 54.2% to USD 1,481 thousand, primarily due to significant challenges in the footwear export business caused by increased US tariffs on Chinese-made goods, and the company turned from a profit before tax of USD 152 thousand to a loss before tax of USD 204 thousand, with basic earnings per share also turning to a loss of US cents 0.03 - Revenue decrease: 54.2% year-on-year to USD 1,481 thousand36 - Profit turned to loss: Profit before tax changed from a profit of USD 152 thousand to a loss of USD 204 thousand36 - EPS turned to loss: Basic loss per share of US cents 0.0337 - Primary reason: Escalating US tariffs on Chinese-made goods led to significant challenges for the footwear export business, with customers avoiding procurement from Chinese manufacturers36 Business Review and Outlook In the first half of 2025, the highly unstable global economic and political environment, including US-China tariff disputes and high interest rates, led to a near halt in the footwear export business, with the company relying on its leasing business to maintain stable operations, and looking ahead, the export market downturn is expected to persist, requiring the Group to remain flexible, optimize operational strategies, maintain financial stability, and explore new opportunities - First-half environment: Highly unstable global economic and political environment, including US-China tariff disputes, high interest rates, and a sluggish real economy38 - Footwear export business: Due to fluctuating tariff policies, the Group's exports were nearly zero for the six months of the current year39 - Leasing business: Provides reliable cash flow; the Group will continue to review existing tenants and prudently seek new tenants to maximize asset utilization efficiency39 - Second-half outlook: Global uncertainties are not expected to improve, and the export market downturn is anticipated to persist39 - Group strategy: Maintain flexibility, optimize operational strategy, uphold financial stability, and explore new opportunities39 Liquidity and Financial Resources As of June 30, 2025, the Group's total net assets amounted to USD 75,091 thousand, with cash and cash equivalents decreasing to USD 8,097 thousand, and new bank borrowings of USD 2,500 thousand incurred, resulting in a current ratio of 5.0 times, which, despite a decrease from 5.4 times, management believes is sufficient to maintain adequate working capital - Total net assets: USD 75,091 thousand40 - Cash and cash equivalents: USD 8,097 thousand (December 31, 2024: USD 8,651 thousand)40 - Bank borrowings: USD 2,500 thousand (December 31, 2024: zero)40 - Current ratio: 5.0 times (December 31, 2024: 5.4 times)40 - Working capital: The directors believe the Group can maintain sufficient working capital for its operations and future expansion41 Other Information and Corporate Governance Directors' Interests in Shares As of June 30, 2025, Wu Zhenchang and Wu Zong beneficially owned 8,000,000 and 1,000,000 ordinary shares of the company, respectively, totaling 1.23% of the issued share capital, and additionally, Wu Zhenshan, Wu Zhenchang, Wu Zong, and their associated companies collectively held 96% of the shares in the holding company, Pegasus Footgear Management Limited Directors' Holdings of Company's Ordinary Shares | Director Name | Capacity | Number of Ordinary Shares | Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Wu Zhenchang | Beneficial Owner | 8,000,000 | 1.09% | | Wu Zong | Beneficial Owner | 1,000,000 | 0.14% | | Total | | 9,000,000 | 1.23% | Directors' Holdings in Holding Company Pegasus Footgear Management Limited | Director Name | Capacity | Number of Ordinary Shares | Percentage of Issued Share Capital of Associated Corporation | | :--- | :--- | :--- | :--- | | Wu Zhenshan | Beneficial Owner and Corporation | 6,470 | 32% | | Wu Zhenchang | Corporation | 6,470 | 32% | | Wu Zong | Corporation | 6,470 | 32% | | Total | | 19,410 | 96% | Arrangement to Acquire Shares or Debentures During the reporting period, neither the company, its holding company, nor any of its subsidiaries entered into any arrangements enabling the company's directors to acquire benefits by purchasing shares or debentures of the company or any other body corporate - No acquisition arrangements: No arrangements were entered into during the period enabling directors to benefit from purchasing shares or debentures of the company or any other body corporate45 Substantial Shareholders As of June 30, 2025, apart from directors' interests, Pegasus Footgear Management Limited was the company's substantial shareholder, holding 468,743,940 ordinary shares, representing 64% of the issued share capital - Substantial shareholder: Pegasus Footgear Management Limited47 - Number of shares held: 468,743,940 ordinary shares47 - Shareholding percentage: 64% of the company's issued share capital47 Purchase, Sale or Redemption of the Company’s Listed Securities For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - No transactions: Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the period48 Corporate Governance This section confirms the company's compliance with the Corporate Governance Code and the Model Code for Securities Transactions by Directors of Listed Issuers under the HKEX Listing Rules during the reporting period, and the Audit Committee has reviewed the Group's unaudited condensed consolidated financial information, interim report, accounting principles and practices, and discussed risk management, internal control, and financial reporting matters - Compliance with Corporate Governance Code: For the six months ended June 30, 2025, the company has consistently complied with the code provisions set out in the Corporate Governance Code under the Listing Rules49 - Compliance with Model Code: Each director has consistently complied with the required standards under the Model Code throughout the six months ended June 30, 202550 - Audit Committee responsibilities: Reviewed the unaudited condensed consolidated financial information, interim report, accounting principles and practices, and discussed risk management, internal control, and financial reporting matters51
创信国际(00676) - 2025 - 中期财报